FIRM ENERGY SALES AGREEMENT
BETWEEN
IDAHO POWER COMPANY
AND
US GEOTHERMAL INC
TABLE OF CONTENTS
FIRM ENERGY SALES AGREEMENT
(10 aMW or Less)
RAFT RIVER GEOTHERMAL POWER PLANT UNIT
#3
Project Number: 31765157
THIS
AGREEMENT, entered into on this __________ day of May 2005
between
US
GEOTHERMAL INC. an Idaho corporation (Seller), and IDAHO POWER
COMPANY, an Idaho corporation (Idaho Power), hereinafter sometimes
referred to collectively as “Parties” or individually
as “Party.”
WITNESSETH:
WHEREAS,
Seller will design, construct, own, maintain and operate an
electric generation facility; and
WHEREAS,
Seller wishes to sell, and Idaho Power is willing to purchase, firm
electric energy produced by the Seller’s Facility.
THEREFORE,
In consideration of the mutual covenants and agreements hereinafter
set forth, the Parties agree as follows:
ARTICLE I: DEFINITIONS
As
used in this Agreement and the appendices attached hereto, the
following terms shall have the following meanings:
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1.1
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“
Commission ” - The Idaho Public Utilities
Commission.
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1.2
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“
Contract Year ” - The period commencing each calendar
year on the same calendar date as the Operation Date and ending 364
days thereafter.
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1.3
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“
Designated Dispatch Facility ” - Idaho Power’s
Systems Operations Group, or any subsequent group designated by
Idaho Power.
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1.4
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“
Facility ” - That electric generation facility
described in Appendix B of this Agreement.
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1.5
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“
Geothermal Production Well Contribution Rating ”
– Each individual geothermal well contribution, defined in
MWs, to the generator rating of the generator directly attached to
the specific geothermal well. The sum of the individual Geothermal
Production Well Contribution
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Ratings
directly providing motive force for individual generation units
must equal the generator rating of the individual generation
unit(s) as specified in Appendix B. The Geothermal Production Well
Contribution Ratings will be as specified in Appendix B or as may
be adjusted in accordance with paragraph 14.4 of this
Agreement.
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1.6
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“
Inadvertent Energy ” – Electric energy Seller
does not intend to generate. Inadvertent energy is more
particularly described in paragraph 7.3 of this
Agreement.
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1.7
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"Interconnection Facilities"
- All facilities required to be
installed to interconnect and deliver energy from the Facility to
the Transmitting Entity’s system including, but not limited
to, connection, switching, metering, relaying, communications and
safety equipment.
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1.8
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“Initial Capacity
Determination” – The process by which Idaho Power
confirms that under normal or average design conditions the
Facility will generate at no more than 10 average MW per month and
is therefore eligible to be paid the published rates in accordance
with Commission Order No. 29632.
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1.9
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“
Losses ” – The loss of electrical energy
expressed in kilowatt hours (kWh) occurring as a result of the
transformation and transmission of energy between the point where
the Facility’s energy is actually delivered to the
Transmitting Entity (measured by either the Idaho Power or the
Transmitting Entity’s Metering Equipment) and the Point of
Delivery on the Idaho Power electrical system. The loss calculation
formula will be as specified in Appendix B of this
Agreement.
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1.10
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“
Market Energy Cost ” – Eighty-five percent (85%)
of the weighted average of the daily on-peak and off-peak Dow Jones
Mid-Columbia Index (Dow Jones Mid-C Index) prices for non-firm
energy. If the Dow Jones Mid-Columbia Index price is discontinued
by the reporting agency, both Parties will mutually agree upon a
replacement index, which is similar to the Dow Jones Mid- Columbia
Index. The selected replacement index will be consistent with other
similar agreements and a commonly used index by the electrical
industry.
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1.11
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“
Material Breach ” – A Default (paragraph 22.2.1)
subject to paragraph 22.2.2.
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1.12
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“
Maximum Capacity Amount ” – The maximum capacity
(MW) of the Facility will be as specified in Appendix B of this
Agreement.
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1.13
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“
Metering Equipment" - All equipment specified in Schedule
72, this Agreement and any additional equipment specified in
Appendix B required to measure, record or telemeter power flows
between the Seller's Facility and Idaho Power's electrical
system.
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1.14
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“ Net
Energy ” – All of the electric energy produced by
the Facility, less Station Use, less Losses, expressed in kilowatt
hours (kWh) delivered by the Transmitting Entity to Idaho Power at
the Point of Delivery. Seller and the Transmitting Entity commit to
deliver all Net Energy to Idaho Power at the Point of Delivery for
the full term of this Agreement. Net Energy does not include
Inadvertent Energy.
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1.15
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“
Operation Date ” – The day commencing at
00:00:01 (H:M:S) hours, Mountain Time, following the day that all
requirements of paragraph 5.2 have been completed.
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1.16
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“
Point of Delivery ” – The location specified in
Appendix B, where the Transmitting Entity delivers the
Facility’s Net Energy and Inadvertent Energy to Idaho
Power.
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1.17
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“
Prudent Electrical Practices ” – Those
practices, methods and equipment that are commonly and ordinarily
used in electrical engineering and operations to operate electric
equipment lawfully, safely, dependably, efficiently and
economically.
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1.18
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“
Scheduled Operation Date ” – The date specified
in Appendix B when Seller anticipates achieving the Operation
Date.
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1.19
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“
Schedule 72” – Idaho Power’s Tariff No
101, Schedule 72 or its successor schedules as approved by the
Commission.
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1.20
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“
Season ” – The three periods identified in
paragraph 6.2.1 of this Agreement.
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1.21
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“
Station Use ” – Electric energy that is used to
operate equipment that is auxiliary or otherwise related to the
production of electricity by the Facility.
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1.22
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“
Surplus Energy ” – (1) Net Energy produced by
the Seller’s Facility, scheduled and delivered by the
Transmitting Entity and accepted by Idaho Power during the month
which exceeds 110% of the monthly Net Energy Amount for the
corresponding month specified in paragraph 6.2. or (2)
If
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the Net Energy
produced by the Seller’s Facility, scheduled and delivered by
the Transmitting Entity and accepted by Idaho Power during the
month is less than 90% of the monthly Net Energy Amount for the
corresponding month specified in paragraph 6.2, then all Net Energy
scheduled and delivered by the Transmitting Entity to Idaho Power
on the Seller’s behalf for that given month or (3) All Net
Energy produced by the Seller’s Facility, scheduled and
delivered by the Transmitting Entity and accepted by Idaho Power
prior to the Operation Date.
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1.23
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“
Total Cost of the Facility ” - The total cost of
structures, equipment and appurtenances.
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1.24
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“
Transmitting Entity ” - The signatory(s) (other than
the Seller) to the Transmission Agreement referred to in paragraph
10.1 and its successors and assigns.
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ARTICLE II: NO RELIANCE ON IDAHO
POWER
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2.1
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Seller
Independent Investigation - Seller warrants and represents to Idaho Power
that in entering into this Agreement and the undertaking by Seller
of the obligations set forth herein, Seller has investigated and
determined that it is capable of performing hereunder and has not
relied upon the advice, experience or expertise of Idaho Power in
connection with the transactions contemplated by this
Agreement.
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2.2
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Seller
Independent Experts - All
professionals or experts including, but not limited to, engineers,
attorneys or accountants, that Seller may have consulted or relied
on in undertaking the transactions contemplated by this Agreement
have been solely those of Seller.
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ARTICLE III: WARRANTIES
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3.1
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No Warranty
by Idaho Power - Any
review, acceptance or failure to review Seller’s design,
specifications, equipment or facilities shall not be an endorsement
or a confirmation by Idaho Power and Idaho Power makes no
warranties, expressed or implied, regarding any aspect of
Seller’s design, specifications, equipment or facilities,
including, but not limited to, safety, durability, reliability,
strength, capacity, adequacy or economic feasibility.
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3.2
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Qualifying
Facility Status - Seller
warrants that the Facility is a “Qualifying Facility,”
as that term
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is used and
defined in 18 CFR §292.207. After initial qualification,
Seller will take such steps as may be required to maintain the
Facility’s Qualifying Facility status during the term of this
Agreement and Seller’s failure to maintain Qualifying
Facility status will be a Material Breach of this Agreement. Idaho
Power reserves the right to review the Seller’s Qualifying
Facility status and associated support and compliance documents at
anytime during the term of this Agreement.
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ARTICLE IV: CONDITIONS TO ACCEPTANCE OF
ENERGY
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4.1
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Prior to the
Operation Date and as a condition of Idaho Power’s acceptance
of deliveries of energy from the Seller, Seller shall:
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4.1.1
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Submit proof to
Idaho Power that all licenses, permits or approvals necessary for
Seller’s operations have been obtained from applicable
federal, state or local authorities, including, but not limited to,
evidence of compliance with Subpart B, 18 CFR 292.207.
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4.1.2
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Opinion of
Counsel - Submit to Idaho
Power an Opinion Letter signed by an attorney admitted to practice
and in good standing in the State of Idaho providing an opinion
that Seller’s licenses, permits and approvals as set forth in
paragraph 4.1.1 above are legally and validly issued, are held in
the name of the Seller and, based on a reasonable independent
review, counsel is of the opinion that Seller is in substantial
compliance with said permits as of the date of the Opinion Letter.
The Opinion Letter will be in a form acceptable to Idaho Power and
will acknowledge that the attorney rendering the opinion
understands that Idaho Power is relying on said opinion. Idaho
Power’s acceptance of the form will not be unreasonably
withheld. The Opinion Letter will be governed by and shall be
interpreted in accordance with the legal opinion accord of the
American Bar Association Section of Business Law (1991).
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4.1.3
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Initial
Capacity Determination -
Submit to Idaho Power a certificate from a Registered Professional
Engineer licensed and in good standing in the State of Idaho
certifying that the Facility’s design and operating protocols
will limit generation at the Facility to no more than 10 average MW
in any given month.
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4.1.4
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Engineer’s Certifications
- Submit an executed Engineer's
Certification of Design & Construction Adequacy and an
Engineer's Certification of Operations and Maintenance (O&M)
Policy as described in Commission Order No. 21690. These
certificates will be in the form specified in Appendix C but may be
modified to the extent necessary to recognize the different
engineering disciplines providing the certificates.
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4.1.5
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Insurance - Submit written proof to Idaho Power of all
insurance required in Article XVI.
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4.1.6
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Transmission
Agreement - Provide Idaho
Power with a copy of the Transmission Agreement executed by the
Seller and the Transmitting Entity in a form acceptable to Idaho
Power. Idaho Power’s acceptance will not be unreasonably
withheld.
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4.1.7
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Written
Acceptance –
Request and obtain written confirmation from Idaho Power that all
conditions to acceptance of energy have been fulfilled. Such
written confirmation shall be provided within a commercially
reasonable time following the Seller’s request and will not
be unreasonably withheld by Idaho Power.
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4.1.8
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Idaho Power
Electrical System Study – Seller and Transmitting Entity will
request, in writing, a specific Point of Delivery where the
Facility’s Net Energy and Inadvertent Energy will be
delivered to Idaho Power. This request will include the Maximum
Capacity Amount (MW) as specified in Appendix B-4. Upon receipt of
this request, at Seller’s expense, Idaho Power will complete
an electrical system study to determine Idaho Power’s ability
to receive the Maximum Capacity Amount at the requested Point of
Delivery. This study will include a study of the Idaho Power
electrical system at this Point of Delivery and an estimation of
any additional Seller costs associated with completing this request
as specified in Appendix B.
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4.1.8.1
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If said study
shows that Idaho Power will be unable to receive the Maximum
Capacity Amount at the requested Point of Delivery, the Seller and
Transmitting Entity may request a different Point of Delivery or
revise the Maximum Capacity Amount and a similar study, at the
Seller’s expense, will be conducted.
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4.1.8.2
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If the Seller
and Transmitting Entity request permission to deliver the Maximum
Capacity Amount at a Point of Delivery that Idaho Power has
identified as being unable to receive the Maximum Capacity Amount,
at Seller’s request and expense, Idaho Power will conduct a
study to determine the necessary upgrades and/or modifications
required to enable receipt of the Maximum Capacity Amount at the
requested Point of Delivery.
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4.1.8.3
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Seller will be
responsible for all customary and reasonable expenses associated
with all Idaho Power studies, upgrades and/or modifications
required to enable delivery of the Maximum Capacity Amount at the
requested Point of Delivery. An initial deposit will be calculated
based upon the estimated cost of each individual study, upgrade or
modification and will be required to be paid by the Seller prior to
Idaho Power conducting any work associated with the Seller’s
request. Upon completion of any and all studies, upgrades and/or
modifications required to accommodate the Seller’s request,
Idaho Power will reconcile the actual expenses with the previously
paid deposit and the appropriate refund or additional billing will
be processed.
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ARTICLE V: TERM AND OPERATION
DATE
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5.1
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Term -
Subject to the provisions of paragraph 5.2 below, this Agreement
shall become effective on the date first written and shall continue
in full force and effect for a period of twenty (20) Contract Years
from the Operation Date.
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5.2
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Operation
Date - The Operation Date
may occur only after the Facility has achieved all of the
following:
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a)
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Completed all
Conditions to Acceptance of Energy as specified in Article
IV.
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b)
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Commission
approval of this Agreement has been received.
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c)
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Seller has
demonstrated to Idaho Power's satisfaction that the Facility is
complete and
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able to provide
energy in a consistent, reliable and safe manner and has requested
an Operation Date in written form.
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d)
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Seller has
received written confirmation from Idaho Power of the Operation
Date. This confirmation will not be unreasonably withheld by Idaho
Power.
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5.3
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Seller’s
failure to achieve the Operation Date within ten (10) months of the
Scheduled Operation Date will be an event of default.
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ARTICLE VI: PURCHASE AND SALE OF NET
ENERGY
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6.1
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Delivery and
Acceptance of Net Energy - Except when either Party's performance is
excused as provided herein, Idaho Power will purchase and Seller
will sell all of the Net Energy to Idaho Power at the Point of
Delivery. All Inadvertent Energy produced by the Facility will also
be delivered by the Transmitting Entity to Idaho Power at the Point
of Delivery. At no time will the total amount of Net Energy and/or
Inadvertent Energy produced by the Facility and delivered by the
Transmitting Entity to the Point of Delivery exceed the Maximum
Capacity Amount.
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6.2
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Net Energy
Amounts - Seller intends
to produce and Transmitting Entity shall deliver Net Energy in the
following monthly amounts:
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6.2.1
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Initial Year
Monthly Net Energy Amounts:
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Month
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kWh
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March
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7,440,000
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Season
1
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April
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7,200,000
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May
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7,440,000
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July
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7,440,000
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August
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7,440,000
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Season
2
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November
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7,200,000
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December
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7,440,000
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June
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7,200,000
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September
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7,200,000
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Season
3
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October
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7,440,000
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January
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7,440,000
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February
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6,720,000
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6.2.2
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Ongoing
Monthly Net Energy Amounts - Seller shall initially provide Idaho Power
with one year of monthly generation estimates (Initial Year Monthly
Net Energy Amounts) and beginning at the end of month nine and
every three months thereafter provide Idaho Power with an
additional three months of forward generation estimates. This
information will be provided to Idaho Power by written notice in
accordance with paragraph 28.1, no later than 5:00 pm of the 5
th day following the end of the previous month. If the
Seller does not provide the Ongoing Monthly Net Energy amounts in a
timely manner, Idaho Power will use the most recent 3 months of the
Initial Year Monthly Net Energy Amounts specified in paragraph
6.2.1 for the next 3 months of monthly Net Energy
amounts.
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6.2.3
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Seller’s Adjustment of Net Energy
Amount –
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6.2.3.1
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No later than
the Operation Date, by written notice given to Idaho Power in
accordance with paragraph 28.1, the Seller may revise all of the
previously provided Initial Year Monthly Net Energy
Amounts.
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6.2.3.2
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Beginning with
the end of the 3 rd month after the Operation Date and
at the end of every third month thereafter: (1) the Seller may
not revise the immediate next three months of previously
provided Net Energy Amounts, (2) but by written notice given to
Idaho Power in accordance with paragraph 28.1, no later than 5:00
pm of the 5 th day following the end of the previous
month, the Seller may revise all other previously provided Net
Energy Amounts. Failure to provide timely written notice of changed
amounts will be deemed to be an election of no change.
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6.2.4
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Idaho Power
Adjustment of Net Energy Amount – If Idaho Power is excused from accepting
the Seller’s Net Energy as specified in paragraph 14.2.1 or
if the Seller declares a Suspension of Energy Deliveries as
specified in paragraph 14.3.1 and the Seller’s declared
Suspension of Energy Deliveries is accepted by Idaho Power, the Net
Energy
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Amount as
specified in paragraph 6.2 for the specific month in which the
reduction or suspension under paragraph 14.2.1 or 14.3.1 occurs
will be reduced in accordance with the following:
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Where:
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NEA
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=
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Current
Month’s Net Energy Amount (Paragraph 6.2)
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SGU
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=
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a.)
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If Idaho Power
is excused from accepting the Seller’s Net Energy as
specified in paragraph 14.2.1 this value will be equal to the
percentage of curtailment as specified by Idaho Power multiplied by
the TGU as defined below.
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b.)
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If the Seller
declares a Suspension of Energy Deliveries as specified in
paragraph 14.3.1 for an entire generation unit(s) this value will
be the sum of the individual generation units size ratings as
specified in Appendix B that are impacted by the circumstances
causing the Seller to declare a Suspension of Energy
Deliveries.
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c.)
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If the Seller
declares a Suspension of Energy Deliveries as specified in
paragraph 14.3.1 due to a forced outage of an individual production
well(s), this value will be the sum of the individual production
well(s) Geothermal Production Well Contribution Rating(s) as
specified in Appendix B that are impacted by the circumstances
causing the Seller to declare a Suspension of Energy
Deliveries.
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TGU
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=
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Sum of all of
the individual generator ratings of the generation units at this
Facility as specified in Appendix B of this
agreement.
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RSH
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=
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Actual hours
the Facility’s Net Energy deliveries were either reduced or
suspended under paragraph 14.2.1 or 14.3.1
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TH
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=
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Actual total
hours in the current month
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Resulting
formula being:
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This Adjusted
Net Energy Amount will be used in applicable Surplus Energy
calculations for only the specific month in which Idaho Power was
excused from accepting the Seller’s Net Energy or the Seller
declared a Suspension of Energy.
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6.3
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Unless excused
by an event of Force Majeure, Seller’s failure to deliver Net
Energy in any Contract Year in an amount equal to at least ten
percent (10%) of the sum of the Initial Year Net Energy Amounts as
specified in paragraph 6.2 shall constitute an event of
default.
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ARTICLE VII: PURCHASE PRICE AND METHOD OF
PAYMENT
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7.1
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Net Energy
Purchase Price –
For all Net Energy, Idaho Power will pay the non-levelized energy
price in accordance with Commission Order 29646 with
seasonalization factors applied:
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Season 1 - (73.50
%)
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Season 2 - (120.00
%)
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Season 3 - (100.00
%)
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Year
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Mills/kWh
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Mills/kWh
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Mills/kWh
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2005
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37.00
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60.41
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50.34
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2006
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37.85
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61.80
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51.50
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2007
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38.73
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63.23
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52.69
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2008
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39.62
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64.68
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53.90
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2009
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40.53
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66.17
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55.14
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2010
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41.46
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67.69
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56.41
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2011
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42.42
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69.25
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57.71
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2012
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43.39
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70.85
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59.04
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2013
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44.39
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72.48
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60.40
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2014
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45.42
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74.16
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61.80
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2015
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46.47
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75.86
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63.22
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2016
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47.54
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77.62
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64.68
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2017
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48.63
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79.40
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66.17
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2018
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49.76
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81.24
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67.70
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2019
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50.91
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83.11
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69.26
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2020
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52.07
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85.02
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70.85
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2021
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53.28
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86.99
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72.49
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2022
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54.51
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88.99
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74.16
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2023
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55.76
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91.04
|
75.87
|
|
|
|
|
|
|
|
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2024
|
57.05
|
93.14
|
77.62
|
|
|
|
|
|
|
|
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2025
|
58.37
|
95.29
|
79.41
|
|
|
|
|
|
|
|
|
2026
|
59.72
|
97.50
|
81.25
|
|
|
|
|
|
|
|
|
2027
|
61.09
|
99.74
|
83.12
|
|
|
|
|
|
|
|
|
2028
|
62.50
|
102.05
|
85.04
|
|
|
|
|
|
|
|
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2029
|
63.95
|
104.40
|
87.00
|
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7.2
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Surplus
Energy Price - For all
Surplus Energy, Idaho Power shall pay to the Seller the
current
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month’s
Market Energy Cost or the Net Energy Purchase Price specified in
paragraph 7.1, whichever is lower.
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7.3
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Inadvertent
Energy –
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7.3.1
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Inadvertent
Energy is electric energy produced by the Facility, expressed in
kWh, which the Transmitting Entity delivers to Idaho Power at the
Point of Delivery that exceeds 10,000 kW multiplied by the hours in
the specific month in which the energy was delivered. (For example
January contains 744 hours. 744 times 10,000 kW = 7,440,000 kWh.
Energy delivered in January in excess of 7,440, 000 kWh in this
example would be Inadvertent Energy.)
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7.3.2
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Although Seller
intends to design and operate the Facility to generate no more than
10 average MW monthly and therefore does not intend to generate
Inadvertent Energy, Seller and the Transmitting Entity shall
deliver all Inadvertent Energy that does not exceed the Maximum
Capacity Amount to Idaho Power and Idaho Power will accept
Inadvertent Energy that does not exceed the Maximum Capacity Amount
but will not purchase or pay for Inadvertent Energy
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7.4
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Payment Due
Date – Energy
payments to the Seller will be disbursed within 30 days of the date
which Idaho Power receives and accepts the documentation of the
monthly Net Energy and Inadvertent Energy actually produced by the
Seller’s Facility and delivered to Idaho Power by the
Transmitting Entity as specified in Appendix A.
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7.5
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Continuing
Jurisdiction of the Commission – This Agreement is a special contract
and, as such, the rates, terms and conditions contained in this
Agreement will be construed in accordance with Idaho Power
Company v. Idaho Public Utilities Commission and Afton Energy,
Inc ., 107 Idaho 781, 693 P.2d 427 (1984); Idaho Power
Company v. Idaho Public Utilities Commission , 107 Idaho 1122,
695 P.2d 1 261 (1985); Afton Energy, Inc, v. Idaho Power
Company , 111 Idaho 925, 729 P.2d 400 (1986); Section 210 of
the Public Utilities Regulatory Policies Act of 1978 and 18 CFR
§292.303-308.
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ARTICLE VIII: ENVIRONMENTAL
ATTRIBUTES
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8.1
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Idaho Power
waives any claim to ownership of Environmental Attributes.
Environmental Attributes include, but are not limited to, Green
Tags, Green Certificates, Renewable Energy Credits (RECs) and
Tradable Renewable Certificates (TRCs) directly associated with the
production of energy from the Seller’s Facility.
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ARTICLE IX: FACILITY AND
INTERCONNECTION
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9.1
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Design of
Facility - Seller will
design, construct, install, own, operate and maintain the Facility
and any Seller-owned Interconnection Facilities so as to allow safe
and reliable generation and delivery of Net Energy and Inadvertent
Energy to the Transmitting Entity for the full term of the
Agreement.
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9.2
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Interconnection Facilities
- Seller will construct, install,
own and maintain all Interconnection Facilities other than those
owned, installed or maintained by the Transmitting Entity. Seller
will pay all costs of interconnecting with the Transmitting Entity
and transmitting Net Energy and Inadvertent Energy to Idaho
Power.
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ARTICLE X: TRANSMISSION AGREEMENT
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10.1
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Transmission
Agreement - The Seller
will arrange and pay for the delivery of Net Energy and Inadvertent
Energy over the facilities of the Transmitting Entities (the
Bonneville Power Administration (“BPA”) and the Raft
River Rural Electric Cooperative (“Raft River”)) to the
Point of Delivery. The delivery of Net Energy and Inadvertent
Energy from the Facility to the Idaho Power Point of Delivery shall
be in accordance with the terms and conditions of a Transmission
Agreement between the Seller and the Transmitting
Entities.
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10.2
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Acceptance
of Transmission Agreement - This Agreement is expressly conditioned and
contingent upon Idaho Power’s acceptance of the Transmission
Agreement. Such acceptance will not be unreasonably withheld. Idaho
Power will be identified within the Transmission Agreement as an
intended third party beneficiary of the Transmission Agreement and
a material
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- 13-
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default by
Seller under the Transmission Agreement will be a material default
under this Agreement.
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10.3
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Losses - Idaho Power will only purchase the Net Energy
that is delivered by the Transmitting Entity to Idaho Power at the
Point of Delivery. Idaho Power will only accept the Inadvertent
Energy delivered by the Transmitting Entity to Idaho Power at the
Point of Delivery. Losses will be calculated as provided in
Appendix B of this Agreement.
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ARTICLE XI: METERING AND
TELEMETRY
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11.1
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Metering and
Telemetry - Idaho Power
shall, for the account of Seller, provide, install, and maintain
Metering Equipment as required to determine the amount of Net
Energy and Inadvertent Energy (kW and kWh) delivered to Idaho Power
by the Transmitting Entity at the Point of Delivery. The metering
will be installed at the location as specified in Appendix B of
this Agreement. If required by Idaho Power, metering will also
include measurement of kilovar-hours in a manner agreed to by both
Parties. All customary and reasonable Metering Equipment and
installation costs shall be borne by Seller, including costs
incurred by Idaho Power for inspecting and testing such equipment
at reasonable intervals at Idaho Power's actual cost of providing
this Metering Equipment and services. All meters used to determine
the billing hereunder shall be sealed and the seals shall be broken
only by Idaho Power when the meters are to be inspected, tested or
adjusted.
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11.2
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Meter
Inspection - Idaho Power
shall inspect and test all meters upon their installation and at
least once every four (4) years thereafter. If requested by Seller,
Idaho Power shall make a special inspection or test of a meter and
Seller shall pay the reasonable costs of such special inspection.
Both Parties shall be notified of the time when any inspection or
test shall take place, and each Party may have representatives
present at the test or inspection. If a meter is found to be
inaccurate or defective, it shall be adjusted, repaired or
replaced, at Idaho Power's expense in order to provide accurate
metering. If a meter fails to register, or if the measurement made
by a meter during a test varies by more than two percent (2%) from
the measurement made by the
|
- 14-
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standard meter
used in the test, adjustment (either upward or downward) to the
payments Seller has received shall be made to correct those
payments affected by the inaccurate meter for the actual period
during which inaccurate measurements were made. If the actual
period cannot be determined, corrections to the payments will be
based on the shorter of (1) a period equal to one- half the time
from the date of the last previous test of the meter to the date of
the test which established the inaccuracy of the meter; or (2) six
(6) months.
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11.3
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Telemetry – Idaho Power will install, operate and
maintain at Seller's expense metering, communications and telemetry
equipment which will be capable of providing Idaho Power with
continuous instantaneous telemetry of the Facility’s
generation, Net Energy and Inadvertent Energy amounts delivered by
the Transmitting Entity, to Idaho Power's Designated Dispatch
Facility.
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11.4
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If, (1) the
Transmitting Entity provides and maintains Metering and Telemetry
equipment in a manner that is acceptable to Idaho Power, and (2)
the Metering and Telemetry equipment is capable of providing Idaho
Power with the same data as specified in paragraph 11.1, 11.2 and
11.3, and (3) Idaho Power is provided with manual and automated
access to the Transmitting Entity’s Meters and Telemetry
equipment and associated data, and (4) the Seller provides
communication circuits and pays all expenses associated with these
communication circuits and any other expenses associated
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